GTC

General Terms and Conditions (GTC)
Sivag Pumpen Vertrieb GmbH
Aumühlgasse 12–14
2020 Hollabrunn
Austria

Preamble
These General Terms and Conditions apply exclusively to legal transactions with businesses. Their application to consumers is excluded.

1. Scope of Application
1.1 Sivag Pumpen Vertrieb GmbH (hereinafter “Sivag”) provides all deliveries and services exclusively on the basis of these General Terms and Conditions.
1.2 Conflicting or deviating terms and conditions of the customer shall not apply unless Sivag has expressly agreed to their validity in writing.

2. Conclusion of Contract
2.1 All information contained in offers, technical documents, drawings, illustrations, as well as dimensions, weights, and performance data are non-binding unless expressly designated as binding.
2.2 A contract shall only be concluded upon written order confirmation by Sivag or upon actual performance of the delivery or service.

3. Delivery and Transfer of Risk
3.1 Unless otherwise expressly agreed, deliveries shall be made ex works (EXW) in accordance with the applicable Incoterms® 2020. Transport, shipment, and insurance shall be at the customer’s risk and expense.
3.2 Risk shall pass to the customer at the latest upon notification of readiness for dispatch.
3.3 Unless written instructions from the customer exist, the choice of means of transport and carrier shall be at Sivag’s discretion, without liability for such choice.
3.4 Delivery and performance periods are non-binding unless their binding nature has been expressly agreed in writing. A delay of up to ten working days shall be deemed permissible. The customer shall only be entitled to withdraw from the contract after an appropriate grace period of at least fourteen days has expired without result.
3.5 In the event of delivery delays caused by circumstances beyond Sivag’s control (e.g. force majeure, shortage of raw materials, delivery delays by upstream suppliers), claims for withdrawal or damages are excluded. Sivag shall be entitled to cancel the order in whole or in part without any claims arising therefrom.

4. Prices
4.1 All prices are net prices, exclusive of statutory sales tax or value-added tax, ex works. Packaging, transport, installation, training, and custom-made products are not included unless expressly agreed.
4.2 If more than six months elapse between the conclusion of the contract and delivery and significant cost factors change, Sivag shall be entitled to make a reasonable price adjustment. The same applies to subsequent changes to the scope of services requested by the customer.
4.3 If services are charged based on time spent, the respectively valid hourly rates as well as surcharges for overtime, travel, accommodation, and incidental expenses shall apply. Consumables may be charged on a lump-sum basis.
4.4 Statutory inspections required prior to commissioning of pumps or systems shall be arranged by the customer at their own expense.

5. Warranty and Liability
5.1 The condition of the goods at the time of transfer of risk shall be decisive. The customer must inspect the delivery immediately and notify Sivag of any defects in writing and in detail within eight calendar days. If no timely notice of defects is given, the delivery shall be deemed approved.
5.2 The burden of proof for the existence of a defect lies with the customer. Unjustified or late notices of defects entitle Sivag to charge the costs incurred as a result.
5.3 Warranty shall be provided at Sivag’s discretion by repair, replacement, or price reduction. This shall not result in an extension or restart of the warranty period.
5.4 For purchased products, Sivag shall provide warranty only to the extent of the warranty claims against the respective manufacturer or supplier.
5.5 Warranty claims do not release the customer from their obligation to pay.
5.6 Sivag shall be liable exclusively in cases of intent and gross negligence. Liability shall be limited to the typically foreseeable damage and in any case to a maximum of the value of the respective delivery or service.
5.7 Liability for indirect damages, consequential damages, loss of profit, production downtime, or pure financial losses is excluded.
5.8 All contractual claims shall become time-barred within six months from delivery or performance, insofar as legally permissible.

6. Payment Terms
6.1 Payment terms are always stated in the order confirmation and on the invoice and are valid for the respective case.
6.2 In the event of late payment, default interest of 8% above the base interest rate, but at least 12% per annum, as well as all reminder and collection costs, shall be charged.
6.3 In the event of default, all outstanding claims shall become immediately due and payable.
6.4 Set-off against counterclaims of the customer is excluded.

7. Retention of Title
7.1 Delivered goods shall remain the property of Sivag until all claims arising from the business relationship have been paid in full.
7.2 Goods subject to retention of title must be stored separately, marked accordingly, handled with care, and adequately insured. Proof of insurance shall be provided upon request.
7.3 Resale is only permitted with the prior written consent of Sivag. Claims arising from an approved resale are hereby assigned to Sivag in advance.
7.4 In the event of access by third parties to the goods subject to retention of title, the customer must inform Sivag immediately.
7.5 In the event of a breach of contract, Sivag shall be entitled to demand the return of the goods subject to retention of title without this constituting a withdrawal from the contract.

8. Data Processing and Reference Use
8.1 The customer agrees—subject to revocation at any time in writing—that Sivag may use the company name, logo, and image material of the delivered pumps and systems for reference and marketing purposes.
8.2 Processing shall be carried out in accordance with the applicable data protection laws (GDPR / national data protection law).
8.3 Revocation may be made in writing at any time and shall take effect for the future.

9. Final Provisions
9.1 Austrian law shall apply to the legal relationships between Sivag and the customer.
9.2 Place of performance is the registered office of Sivag.
9.3 The place of jurisdiction shall be Korneuburg (Austria) for customers with their registered office within the European Union or an EFTA state and for all disputes arising from the present legal transaction. Disputes arising out of or in connection with contracts with customers having their registered office outside the European Union or an EFTA state shall be finally settled in accordance with the Arbitration Rules of the International Chamber of Commerce (ICC) by one or more arbitrators appointed in accordance with said rules; the place of arbitration shall be Vienna. Sivag shall also be entitled to assert claims at the customer’s registered office.
9.4 Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions shall remain unaffected.